X0303 4 2011-06-14 0000078128 AQUA AMERICA INC WTR 0001194707 DEBENEDICTIS NICHOLAS 762 W LANCASTER AVE. BRYN MAWR PA 19010 1 1 CHAIRMAN & PRESIDENT Common Stock-GRAT 2011-06-14 4 J 0 120776 21.455 D 0 I GRAT #2 Common Stock-GRAT 2011-06-14 4 J 0 120776 21.455 A 120776 I GRAT #4 Common Stock 225312.95 D Common Stock-GRAT 120855.878 I GRAT #3 Common Stock-GRAT 120855.878 I GRAT #3 - Spouse Common Stock-GRAT 120776 I GRAT #4 - Spouse Common Stock - IRA 3963.48 D Common Stock - IRA 3168.91 I IRA - Spouse Common Stock 401k 13943.7 I 401k On June 14, 2011, the reporting person contributed shares to a grantor retained annuity trust ("GRAT") by purchasing the shares from a separate GRAT, created on June 14, 2010, for which he serves as trustee. These shares are reported as indirectly owned by the reporting person by virtue of serving as trustee of the new GRAT and his pecuniary interest in the retained annuity provided therein. Includes 55.86 shares acquired under the Issuer's dividend reinvestment plan since the date of the reporting person's last ownership report. Includes 44.45 shares acquired under the Issuer's dividend reinvestment plan since the date of the reporting person's last ownership report. Since the date of the reporting person's last ownership report, the reporting person acquired 214.73 shares under the Issuer's 401k Plan. /s/ Brian Dingerdissen, attorney-in-fact for Mr. DeBenedictis 2011-06-15